CORPORATE OFFICER EMPLOYMENT AGREEMENT



     THIS  CORPORATE  OFFICER  EMPLOYMENT  AGREEMENT  is  made  between  UNITED
TRADING.COM  as  Company  and  JAMES  G.  BREWER,  as  an  Employee  of  UNITED
TRADING.COM,  effective  December  1,  2001,  and  replaces  in its entirety the
Consulting Agreement between the Company and Employee dated October 1, 2001. The
terms  and  conditions  of  this  Agreement  are  stated  below.


I.     EMPLOYMENT  PROVISION.
       ----------------------

1.)     Employment  Positions;  Responsibility,  Duties  and  Authority.  This
        ----------------------------------------------------------------
Corporate  Officer  Employment Agreement is made and entered into between United
Trading.Com,  a  corporation  organized  under  the laws of the State of Nevada,
hereinafter  referred  to  as  "Corporation"  or  "Company" and JAMES G. BREWER,
President,  CEO  and CFO of the Corporation, hereinafter referred to as "Brewer"
or "Employee."  The Corporation and Brewer each agree that the Corporation shall
retain  Brewer  as  President,  CEO  and  CFO  and  Brewer  shall  perform  the
responsibilities and duties of President, CEO and CFO of the Corporation for the
term  stated  in Section II of this Agreement, unless sooner terminated pursuant
to  the  provisions  of  Section  VIII  of  this  Agreement.

2.)     Responsibilities,  Duties  and  Authority  of  Brewer.  shall  have such
        ------------------------------------------------------
responsibilities and duties and authority as determined from time to time by the
Board  of  Directors  of  the  Corporation, as provided in the corporate bylaws.


II.     TERM  OF  THIS  AGREEMENT
        -------------------------

     This  Agreement  shall have a term of three (3) years beginning December 1,
2001,  and shall end November 30, 2004, unless sooner terminated pursuant to the
provisions  of  Section  VIII  of  this  Agreement.

III.     ALLOCATION  OF  TIME
         --------------------

     Brewer  shall devote as much time, in his judgment, as necessary to perform
his  duties  and  responsibilities described in Section I (2) of this Agreement.
Brewer  may  engage  for his own account, or for the account of others, in other
business  ventures  for  which  the  Corporation  shall  not  be entitled to any
interest.

IV.     COMPENSATION.
        -------------

1.)     Basic  Salary.  As  consideration  for  all  services  to be rendered by
        --------------
Brewer  to  the  Corporation,  Brewer shall be paid the following listed salary:

12/01/01  -  09/30/02  (10  Months)     --  $100,000.00   ($10,000/Mo)
10/01/02  -  09/30/03  (12  Months)     --  $135,000.00   ($11,250/Mo)
10/01/03  -  09/30/04  (12  Months)     --  $150,000.00   ($12,500/M0)
10/01/04  -  11/30/04  (  2  Months)     --  $  34,000.00   ($17,000/Mo)

Annual  Bonuses.  Each  year  Brewer  shall  be  entitled  to an annual bonus as
----------------
determined  at the sole discretion of the Board of Directors of the Corporation.
-------

2.)     Payments  of  Salary  and  Bonuses.
        -----------------------------------

A.     Salary.  The  Salary  provided  for  in  Section  IV (1) shall be due and
       -------
payable  in  monthly  installments  by  the Corporation at the beginning of each
month  for  that  month  on the first business day of each month, which shall be
established  by  this  Agreement  as  the  regular  payday.

B.     Bonus. Any annual bonus awarded as provided for in Section IV(2) shall be
       ------
due  and  owing  as  determined  by  the  Board of Directors of the Corporation.

C.     Accruals  of  Unpaid  Salary  and  Bonuses--When  Paid.
       -------------------------------------------------------

(1.)     Salaries.  In the event the Corporation's cash position is insufficient
         ---------
to  pay salaries and bonuses when due under this Agreement, any salary and bonus
payments  not  paid by the Corporation when due shall accrue as a corporate debt
payable  to Brewer, and shall be paid as soon as possible by the Corporation and
in  any  event,  accrued  salary  shall  be  paid to the fullest extent possible
whenever  a  payroll  is  disbursed  to  employees  of  the  Corporation.

(2.)     Bonuses.  Any  bonus not paid when due shall accrue as a corporate debt
         --------
payable  to Brewer and shall be paid to the fullest extent possible whenever any
bonus  is  disbursed  to  employees  of  the  Corporation.

(3.)     Deductions  From  Compensation.  Corporation  shall  have the right and
         ------------------------------
responsibility  to  deduct  any federal, state or local government tax and other
charges  as  may be in effect, if any, as deductions from compensation of Brewer
as  an  Employee.

(4.)     Stock  as  Payment.  Brewer  may  elect  in his absolute discretion, to
         -------------------
receive  common  shares  of  the  Corporation in payment of salary, in excess of
$6,000  each month and/or for any salary and bonuses not paid by the Corporation
when  due  and  accrued  as  a  corporate debt payable to Brewer as described in
Section  IV (3) C (1) and (2) of this Agreement.  The value of any shares issued
by  the Corporation under this provision of this Agreement shall be based on the
closing  bid price of the common shares as reported on the OTC Bulletin Board or
other  generally  recognized listing agency on the date the Corporation receives
notice from Brewer.  In the event the Corporation issues restricted shares under
this  provision  such  published per share trade price shall be discounted forty
percent  (40%).



V.     EMPLOYMENT  BENEFITS  IN  ADDITION  TO  COMPENSATION.
       -----------------------------------------------------

1.)     Participation  In  Existing  Company  Benefit  Programs.
        --------------------------------------------------------

A.     Medical and Health Care Benefit Program. Brewer, as an executive employee
       ----------------------------------------
shall  be  entitled  to  receive  and  shall receive all medical and health care
benefits provided by Employer to its executive employees. Such benefits shall be
paid  for by the Employer for Brewer and for brewer's dependents, if any, on the
terms  and  provisions  provided  in  the  medical and health care benefit plan;
however,  if  for  any  reason Brewer cannot qualify for the current medical and
health  care  benefits or if the Corporation has no such plan, then brewer shall
be  entitled  to  obtain medical and health care benefits coverage from whatever
source  is  available  and  the  Employer shall pay the premium charges for that
coverage  as  an  executive  employee  benefit  for  Brewer.

B.     Vacation  and  Holiday Benefits.  Brewer shall be entitled to have a paid
       -------------------------------
vacation  for  forty-five  (45)  days each calendar year; plus all paid holidays
observed  by  the  Employer.  brewer shall use reasonable care in scheduling the
vacation  time so as to not interfere unreasonably with Employer's business, and
Brewer's  performance  of  his  responsibilities  and  duties.

2.)     Stock  Options.The  Corporation  hereby  grants  Brewer  the  option  to
        ---------------
purchase  up  to  500,000  common  shares  (after 1-for-8 reverse split approved
December  6,  2001)  of  the  Corporation's  capital  stock  at  $0.10 per share
exercisable  at any time and expiring five years from the effective date of this
Agreement.  These  options  shall  not be cancelled in the event this Employment
Agreement  expires or is otherwise terminated.  This provision shall survive the
term of this Agreement.  The Corporation adopted a Stock Incentive Plan.  Except
as otherwise provided herein, these stock options shall be governed by the terms
and  conditions  set  forth  in  the  Corporation's  Stock  Incentive  Plan.

3.)     Membership  in  Social  and  Athletic  Club. Brewer shall be entitled to
        --------------------------------------------
membership  in  the  Balboa Bay Club ("BBC") or other club comparable to that of
the  BBC  during  the  term  of  this  Agreement.  The Corporation shall pay all
regular  dues.  Other  charges  to  the account shall be paid to the extent that
such charges relate to athletic and/or exercise programs designed to maintain or
improve  the  well-being  of  Brewer and expenses such as business meetings etc.
relating  to  Brewer's  performance  as  an  officer  of  the  Corporation.

4.)     Participation in Other Employment Benefits.  Brewer shall be entitled to
        -------------------------------------------
receive  all  other  benefits  and  conditions  of  employment  which may become
available  to  all  other  executives  of  the  corporation, including by way of
illustration,  but  not  limited to, any life insurance benefits, any disability
income  continuation  and  any profit sharing and any retirement income plans of
any  kind, whether qualified or non-qualified, whether pre-funded or not, if any
are  established  after  the  inception  date  of  this Agreement, and before it
expires  pursuant to Section II or sooner terminated pursuant to Section VIII of
this  Agreement


5.)     Death  Benefit.  In  the  event  of Brewer's death at a time before this
        ---------------
Agreement  has expired under Section II, or sooner terminated under Section VIII
of  this  Agreement,  the  Corporation  shall pay to Brewer's surviving spouse a
death  benefit  payable  as the regular payday on the same month on the same day
established  in  Section IV.3.A in the full amount which would otherwise be paid
to Brewer as salary, if Brewer were living, for a period of six months beginning
with  the  first  regular  payday  date  after  Brewer's  death.

VI.     EXPENSE  REIMBURSEMENT  AND  MEDICAL  INSURANCE  AND  AUTOMOBILE EXPENSE
        ------------------------------------------------------------------------
ALLOWANCE.
     -----

1.)     Expense  Reimbursement,  Generally.  Brewer  will  be  reimbursed  in
        -----------------------------------
accordance  with  the  Company's  policies  for traveling, entertainment and any
        -
other  expenses  reasonably  incurred and related to the performance of Brewer's
duties  and  responsibilities  on  behalf  of  Corporation.

2.)     Automobile  Allowance  Plus  Expenses. In addition, Brewer shall receive
        --------------------------------------
$750.00  per month for automobile expense allowance for use of his automobile in
business.  This  allowance  shall  be  reviewed  each  anniversary  date of this
Agreement  for  adequacy  and  shall  be  increased for the following year by an
amount  as  determined  by  the  Corporation's  Board  of  Directors.

VII.     DISABILITY  COMPENSATION.
         -------------------------

1.)     If Brewer becomes disabled at any time, and for any number of times, due
to  any cause so that he is physically unable to perform his ordinary duties and
responsibilities as Employee, pursuant to this Agreement, for a period of thirty
(30)  days,  then  Brewer  shall be entitled to receive, in lieu of a salary, an
amount  equal  to his salary, payable at the same time and in the same manner as
Brewer's  salary is paid provided however, that this benefit shall be limited to
not  more  than  a  total  of  twelve  months  during the term of the Agreement,
regardless  of  the  number  or  duration  of  each  disability.

2.)     Brewer'  entitlement  to  disability income pursuant to this Section VII
shall begin and end as determined by a certificate issued by a qualified M.D. or
D.O.  licensed  by  the  State  of  California  to  practice in this state.  The
certificate  shall  state in substance that JAMES G. BREWER was determined to be
disabled  and  unable to perform the ordinary and usual duties of' a Employee to
United  Trading.Com,  beginning with [   date] and Brewer's disability continues
                                     --------
as  of  this  [   date].  Such  a certificate shall be submitted every three (3)
              --------
months  beginning  with  the  date of disability and continuing thereafter until
Brewer's  disability  ends  and  he  is  able to return to work full time or his
disability  compensation  benefit  has  been fully used, whichever occurs first.

VIII.     TERMINATION  OF  BREWER'S  EMPLOYMENT.
          -------------------------------------

1.)     Termination  By  The Corporation.  Brewer's Employment as president, CEO
        ---------------------------------
and CFO to United Trading.Com may be terminated by the Board of Directors of the
Corporation  with  or  without  cause, after receipt by Brewer of written notice
received at least ninety (90) days in advance of the employment termination date
set by the Board of Directors, PROVIDED THAT all terms and provisions of Section
VIII.2,  stated below are met.  Such notice ("Notice") shall be sent pursuant to
Section  XII,  below. The termination of Brewer's retention as Employee shall be
effective  as  stated  in  Section  VIII.3,  below.

2.)     Terms  and  Provisions  of  Termination  of  Brewer's  Employment
        -----------------------------------------------------------------
Agreement.Regardless  of  the  reasons or purpose of the termination of Brewer's
        -----
retention  as  an Employee to the Corporation, the Corporation shall not and may
not terminate Brewer's employment as President, CEO and CFO unless and until the
Corporation  has  fully arranged for and commenced performance of the following:

A.     Offer  in  writing by the Corporation, approved by the Board of Directors
to  purchase  all  shares  of  stock of the Corporation directly or beneficially
owned  by  JAMES  G.  BREWER  for  cash  at  least thirty (30) days prior to the
proposed  termination  date of Brewer' Employment Agreement at the then existing
market price based on the average published closing trade price for the five (5)
business days prior to the date of Notice referred to in Section VIII (1) above.
Brewer  may  elect  in his absolute discretion to waive this provision, VIII 2.)
A.,  by  notifying  the  Corporation  in  writing.

B.     Payment,  in  cash, by the Corporation of all sums then due and owing, if
any,  as compensation, pursuant to Section IV, Compensation, and/or Section VII,
Disability  Compensation,  of  this  Employment  Agreement.

C.     Payment,  in  cash, by the Corporation of all sums then due and owing, if
any,  pursuant  to  Section  VI,  Reimbursement,  of  this Employment Agreement.

D.     Payment,  in  cash,  by  the  Corporation  for buyout of Remainder of the
Employment Agreement at the rate of fifty percent (50%) of the regular Salary in
effect  under  Section  IV,  above,  of  this  Agreement.

3.)     Effective Date of Brewer's Employment Termination, The effective date of
        --------------------------------------------------
Brewer's employment termination pursuant to Section VIII of this Agreement shall
be  the  latest  of  the  following  dates:

A.     The  date  of Brewer's employment termination provided for in the written
notice  of  his  employment  termination;

B.     The Ninety-first (91st) day after receipt by Brewer of the written notice
of  his  employment  termination;

C.     The  date  of  fulfillment  of all the terms and provisions of Part VIII.
(2),  above, entitled Terms and Provisions of Termination of Brewer's Employment
by  the  Corporation.

IX.     PROPERTY  RIGHTS
        ----------------
..
1.)     Intellectual  Property  Rights.  All rights, title and interest of every
        -------------------------------
kind  and  nature whatsoever, in and to any intellectual property, including any
inventions,  patents,  trademarks,  copyrights, films, scripts, ideas, creations
and  properties  invented,  created,  written, developed, furnished, produced or
disclosed  by  Brewer in the course of rendering his services to the Corporation
under  this  Agreement  shall,  as between the parties hereto, be and remain the
sole and exclusive property of the Corporation for any and all purposes and uses
whatsoever,  and  Brewer  shall  have no right, title or interest of any kind or
nature  therein  or  thereto,  or  in and to any results and proceeds therefrom.

2.)     Return  of  All  of the Corporation's Property. Upon termination of this
        -----------------------------------------------
Agreement,  regardless  of how termination may be effected or whenever requested
by the Corporation, Brewer shall immediately turn over to the Corporation all of
the  Corporation's  property,  including  all  items used by Brewer in rendering
services hereunder or otherwise, that may be in Brewer's possession or under his
control.

X.     CONFIDENTIALITY  AND  NON-DISCLOSURE  OF  INFORMATION.
       -----------------------------------------------------

1.)     During Duration of Agreement.  Brewer agrees that during the entire term
        -----------------------------
of  this  Agreement,  he  will  not  disclose  to any other person, partnership,
company  or  corporation  any confidential information about this Corporation or
its  related  corporations,  or  the  business  activities  or interests of this
Corporation  or  its  related  corporations,  including, but not limited to, the
following which is agreed as between the parties to be confidential information:
customer  data,  customer  lists, sales figures, sales projections, estimates of
any  kind,  sales  proposals,  price  lists,  accounting procedures, any and all
accounting  records, any technology and applications of technology, developed by
the  Corporation  before  or  during  his  retention  as  Employee,  EXCEPTsuch
                                                                     ------
disclosure  as  is  for  the  benefit  of or the furthering of the intent of the
Corporation,  or is expressly disclosed as part of the performance of his duties
              --
and  responsibilities  as  Employee  to  the  Corporation.

2.)     Surrender  of All Confidential Information On Termination of Employment.
        ------------------------------------------------------------------------
Brewer  agrees,  when  this Employment Agreement terminates, to turn over to the
Corporation any and all confidential information which may be in his possession,
including  any  and all copies thereof, except that one copy of such information
may  be retained in Brewer' confidential legal files for record keeping purposes
only.

3.)     Following  Termination  of Employment.  Brewer agrees that following the
        --------------------------------------
termination  of  this  Employment  Agreement  with  the Corporation, he will not
disclose  any  confidential  information,  as  described in Section X(1), above,
which  he  obtained  about  the  Corporation  at  any  time  or for any purpose.

XI.     NON-COMPETITION  AFTER  TERMINATION  OF  EMPLOYMENT.
        ----------------------------------------------------

1.)     Non-Competition  Period--Duration  and  Geographic Scope. Brewer and the
        ---------------------------------------------------------
Corporation  recognize  and acknowledge that in his employment as President, CEO
and  CFO, he will become familiar with all of the Corporation's products and all
of  the  geographic  areas  throughout  the United States and other countries in
which  the  Corporation already has made marketing efforts and sales of products
and  services,  and  he  will  become  knowledgeable  about  present  and future
marketing  proposals  and  plans  for  those  products  and  services  in  those
geographic  areas. Unless the provisions of this Section XI(1) are waived by the
Corporation's  board  of  Directors  in  writing,  Brewer agrees, as part of the
consideration for this Employment Agreement that Brewer will not engage directly
or indirectly in the business of manufacture or sale of any products or services
which  compete  with the products or services provided by the Corporation or its
related  corporations for a period of two (2) years within the geographic limits
of  any  state  of  the  United States, or any country where the Corporation has
established  operations.  The  parties agree that the phrase "engage directly or
indirectly  in  the  business of manufacture or sale of any products or services
which  compete  with  the products or services of the Corporation or its related
Corporations"  shall include any situation or circumstance in which Brewer shall
be  owner,  partner, officer, director or shareholder of a corporation, or agent
or  employee  or  Employee  of  any  business  entity engaged or about to become
engaged  in  competition  with  the  Corporation.
..
2.)     Injunctive  Relief From Competition By Brewer. The parties agree that if
        -----------------------------------------------
Brewer were to violate the provisions of Section XI(1), above, the use by Brewer
of the information he learned while retained by the Corporation could enable him
to  engage  in basically unfair competition with the Corporation and its related
corporations,  and  that  such competition in violation of Section XI(1), above,
probably  would cause irreparable harm to the marketing and sales success of the
Corporation  and its related corporations. Therefore, if Brewer violates Section
XI  (1),  above,  the  Corporation  shall  be  entitled  to  obtain  a temporary
restraining  order without delay, and proceed to obtain a preliminary injunction
and  permanent  injunction  against  such  violations  by Brewer and any person,
partnership, company or corporation through which or for which he acts, directly
or  indirectly  to  violate  Section  XI(1),  above.

XII.     NOTICES.
         --------

1.)     How  Sent or Delivered.  Any notices sent by any party which is intended
        -----------------------
to  give  written  notice required by this Employment Agreement shall be sent or
delivered  by  sender  to the intended recipient by one or more of the following
methods:

A.     By certified mail, return receipt requested, postage prepaid, to the last
known  address  of  the  intended  recipient;  or

B.     By  delivery  personally  to  the  intended  recipient.

2.)     Effective  Date  of  Notice. If a written notice is sent or delivered by
        ----------------------------
either  of the above methods, then the effective date of the notice for purposes
of  considering  it to have been received by the intended recipient shall be the
earliest  of  the  following:

A.     If  by certified mail, return receipt requested, which is delivered, then
or  on  the  date the recipient, or anyone signing for the recipient, signed the
return  receipt;

B.     If  by  certified mail, return receipt requested, which is not delivered,
then  on  the  date  five  business  days  after  the  date the notice was sent;

C.     If  by  personal delivery to the intended recipient, then on the date the
written  notice  was  delivered  personally  to  the  recipient.

3.)     Proof  of  Delivery  of  Notice.
        --------------------------------

A.     Certified  Mail, Return Receipt Requested. If the written notice was sent
       ------------------------------------------
by  certified  mail,  return receipt requested, proof of sending may be shown by
the  U.S.  Post  Office receipt for the certified mail, return receipt requested
and  proof  of delivery may be shown by the signed returned receipt and proof of
attempted  delivery sufficient for effective date of notice without delivery may
be  shown  by  the  returned  envelope  with  U.S. Post Office notations showing
attempted  delivery  dates  and  notices  to  the  intended  recipient.


B.     Personal Delivery.  Personal delivery of a written notice may be shown by
       ------------------
a signature of the intended recipient on a copy of the notice, together with the
legend  on  the  copy  of  the notice which will read, "Received," with the date
received  noted  thereafter.  Personal  delivery  may  also  be shown by a sworn
statement  of  the  person who delivered the notice, stating that the notice was
delivered  to  the  recipient  or  representative  of  recipient  on the date of
delivery,  and  attaching  a  copy  of  the  notice, with reference in the sworn
statement  to  the  attached  copy  of  the  notice.

XIII.     REMEDIES  AVAILABLE  IN  EVENT  OF  BREACH  OF  AGREEMENT;  VENUE.
          ------------------------------------------------------------------

In  the event that any party breaches this Employment Agreement, the other party
shall  have  the  right  to  pursue any remedies available to the party claiming
breach, including, but not limited to damages, injunctive relief and declaratory
judgment,  which may be available under the laws of the State of California. The
parties  agree  that  any  claims  shall  be brought in the appropriate court(s)
located  in  Orange  County, California, which may have jurisdiction pursuant to
California  Law.

XIV.     APPLICABLE  LAW

This  Employment  Agreement  shall  be construed and interpreted and enforceable
pursuant  to  the  laws  of  the  State  of  California.














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<PAGE>

XV.     ENTIRE  AGREEMENT.
        ------------------

This  Employment  Agreement states the entire agreement between the parties with
respect to the employment of Brewer by the Corporation. This Agreement cannot be
modified  by  any  oral agreement or course of conduct by either or both parties
and  any attempt at such modification shall be null and void. This Agreement may
be  modified  only  by  a  written  document  signed  by  each  party.


     Effective  as  of  the  1st  day  of  December,  2001.

EMPLOYEE:


                         ____s/James  G.  Brewer________________
                             -------------------
                         James  G.  Brewer


THE  CORPORATION:
     United  Trading.Com


                    By     _____s/James  L.  Hancock__________
                                --------------------
                         James  L.  Hancock,  President

<PAGE>
                                   Exhibit "A"

Outline  of  General  Terms  and  Conditions  to  Employment  Agreement

James  G.  Brewer:
------------------

Positions,  Responsibility,  Duties  and  Authority

Employee:  President,  CEO  and  CFO

Term  of  Agreement

Three  (3)  years  beginning  December  1,  2001.

Outside  Activities

Employee  may  engage  in any other non-competitive activities.  Time devoted to
Corporation  shall  be  "as  considered  necessary."

Compensation
1.   Base  salary
          12/01/01  -  09/30/02  (10  Months)     --     $100,000.00
          10/01/02  -  09/30/03  (12  Months)     --     $135,000.00
          10/01/03  -  09/30/04  (12  Months)     --     $150,000.00
          10/01/04  -  11/30/04  (2  Months)     --     $  30,000.00


Payable  monthly  at  the beginning of the month.  Employee may elect to receive
stock  in  payment of salary amounts in excess of $6,000 each month.  Restricted
stock  shall  be  discounted  up  to  40%  of trade price on the day the Company
receives  notice  from  Employee.

2.   Annual  Bonuses
Annual  bonus  shall  be  at  the  sole  discretion  of  the  Board of Directors

Benefits
--------
1.     Medical  and  health  care  program  or,  if none, a monthly cash premium
       --------------------------
payment  allowance.

2.     Vacation  and  Holiday  Benefits
       --------------------------------
45  days  vacation
All  paid  holidays  observed  by  employer

3.     Other Employment Benefits which become available to the Executives of the
       -------------------------
Company

4.     Death  Benefits  up  to  six  months  salary  payable  to  the  estate.
       ---------------


Expense  Reimbursement,  Automobile  Allowance  and  Club  Dues
---------------------------------------------------------------
Out-of-pocket  expenses  reasonable  to  the  performance  of  duties
Automobile  allowance  of  $750  per month payable the first of each month, plus
incurred  operating  expenses
Club  dues,  membership  in  the  Balboa  Bay  Club

Disability  Compensation Up  to  six  months  salary  based  on certificate of a
------------------------
qualified  M.D.  or D.O. licensed by the State of Washington to practice in this
-------
state.

Stock  Options  -  Immediate options on 500,000 common shares based on $0.10 per
--------------
share  exercisable  within  5  years.
--
Options  will  not  be  cancelled  in  the  event  the  employment  agreement is
terminated  before  the option expiration date.  Other terms and conditions will
follow  the  Company's  Stock  Incentive  Plan.